VASO 8-K
VASO Corp (VASO)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Vaso Corporation (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”) on December 17, 2025. At the Annual Meeting, the Company’s shareholders were asked to vote on the following three matters: (1) Election of three Class II directors, to serve for a three-year term and until their successors are elected and qualify; (2) approval of a non-binding “Say on Pay” proposal to approve the compensation of the Company’s named executive officers (a so-called “Say on Pay” vote); and (3) approval of a non-binding proposal for stockholders to recommend to the Board of Directors the frequency at which the Company should hold a non-binding Say on Pay vote (a so-called “Say When on Pay” vote).
As of the record date for the meeting, there were 175,953,035 outstanding shares of common stock entitled to vote. A total of 120,208,576 shares of common stock were voted at the Annual Meeting either in person or by proxy.
The following is a summary of the final voting results for the matters presented to the shareholders:
Proposal 1 – Election of Directors. The following three director nominees were elected to serve for a three-year term.
| Nominee | For | Withheld | Broker non-Votes | |||
| Behnam Movaseghi | 103,664,162 | 16,544,414 | N/A | |||
| Jane Moen | 109,424,726 | 10,783,850 | N/A | |||
| Leon Dembo | 103,581,987 | 16,626,589 | N/A |
Proposal 2 – Advisory Say on Pay Vote. The non-binding advisory proposal to approve the compensation of the Company’s named executive officers was approved. The voting results were as follows:
| For | Against | Abstain | Broker non-Votes | |||
| 105,612,284 | 12,759,718 | 1,836,574 | N/A |
Proposal 3 – Advisory Say When on Pay Vote. The shareholders approved in a non-binding advisory vote to recommend that a “Say on Pay” vote be presented to shareholders every three years. The voting results were as follows:
| One Year | Two Years | Three Years | Abstentions | |||
| 16,828,312 | 1,975,106 | 97,734,812 | 3,670,346 |
Holders of approximately 56% of the outstanding shares voted in favor of offering future Say on Pay votes to the Corporation’s shareholders every three years, which was also management’s recommendation. In light of the shareholders vote, and upon the recommendation of its Nominating and Corporate Governance Committee, the Board of Directors determined that future Say on Pay votes will be presented to the shareholders every three years. Thus, the next shareholder Say on Pay vote will be presented to the shareholders at the Corporation’s 2028 annual meeting.
| Item 9.01 | Exhibits |
| Exhibit No. | Description | |
| 104 | Cover page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: December 19, 2025
| VASO CORPORATION | ||
| By: | /s/ Jun Ma | |
| Name: | Jun Ma | |
| Title: | Chief Executive Officer and President | |
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